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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
INTERNATIONAL NURSING SERVICES, INC.
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(Name of Issuer)
Common Stock, $.001 par value
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(Title of Class of Securities)
460093404
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(CUSIP Number)
David Klugman
701 North Lake Drive, Lakewood, NJ 08701
908-905-9206
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 20, 1997
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement of Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-I(b)(3) or (4), check the following
box [ ]
Check the following box if a fee is being paid with the statement. [ ]
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7)
NOTE: Six copies of this statement, including all exhibits should be
filed with the Commission. See Rule 13d-1(a) for other parties to whom copies
are to be sent.
(Continued on following pages)
(Page 1 of 6 Pages)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
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Schedule 13D
CUSIP No. 460093404 13D Page 2 of 6 Pages
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
David Klugman
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [x]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
PF
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7. SOLE VOTING POWER
NUMBER OF -0-
SHARES
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY -0-
EACH
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON WITH 254,000
10. SHARED DISPOSITIVE POWER
-0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
254,000
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.36%
14. TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT
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Schedule 13D
CUSIP No. 460093404 13D Page 3 of 6 Pages
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
David Klugman Money Purchase Plan
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [x]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
New York
7. SOLE VOTING POWER
NUMBER OF -0-
SHARES
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY -0-
EACH
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON WITH 140,000
10. SHARED DISPOSITIVE POWER
-0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
140,000
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.88%
14. TYPE OF REPORTING PERSON*
EP
*SEE INSTRUCTIONS BEFORE FILLING OUT
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Page 4 of 6 Pages
This statement constitutes Amendment No. 2 to the statement on
Schedule 13D filed with the Securities and Exchange Commission on August 27,
1996 (the "Original Statement"), of the David Klugman Money Purchase Plan (the
"Plan") and David Klugman (collectively, the "Reporting Persons"), filing
jointly. All defined terms hereunder have the meanings set forth in the
Original Statement, as amended. This Amendment No. 2 is being filed to correct
the date of event appearing on the cover page of Amendment No. 1, which was
filed on January 21, 1997. Amendment No. 1 incorrectly indicates the date of
event as July 18, 1996. The correct date is January 7, 1997. This Amendment No.
2 also reflects certain material changes in the information set forth in the
Original Statement, as amended, as follows:
Item 5. Interest in Securities of the Issuer.
(a) The following table shows the beneficial ownership of each of the
Reporting Persons in the Company's Common Stock, the basis of such ownership,
and the percentage of the total number of outstanding shares of Common Stock as
of the date hereof. The table assumes that the Conversion Price of the
Preferred Stock is $1.00 per share. The table assumes further that all
Preferred Stock and Warrants were converted and exercised, as the case may be,
and that the total number of outstanding shares of the Company's Common Stock
is 7,314,356 prior to such conversion and exercise.
Number of Shares Percentage of
Name Beneficially Owned Outstanding Shares
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David Klugman Money
Purchase Plan (1) 140,000 1.88%
David Klugman (2) 254,000 3.36%
(1) Consists of 60,000 shares issuable upon conversion of Preferred Stock
and 80,000 shares issuable upon exercise of Warrants.
(2) Consists of 110,000 shares issuable upon conversion of Preferred Stock
and 144,000 shares issuable upon exercise of Warrants. Does not
include shares and Warrants owned by the Plan.
Together, Mr. Klugman and the Plan would own 5.11%.
(c) On January 16, 1997, Mr. Klugman converted 1 share of Preferred
Stock, including all accrued dividends, into 9,910 shares of Common Stock, at a
conversion price of $1.06 per share. On February 18, 1997, Mr. Klugman
transferred 100,000 finders fee
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Page 5 of 6 Pages
warrants to an unrelated third party, without consideration.
The following sale transactions were effected by Mr. Klugman during
the past sixty days:
Purchase or
Date Sale Amount Price per Share
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01/20/97 Sale 100 1.5625
01/20/97 Sale 4,233 1.50
01/21/97 Sale 1,167 1.46875
01/24/97 Sale 1,000 1.1875
01/24/97 Sale 1,500 1.25
02/03/97 Sale 1,910 1.25
The following sale transactions were effected by the Plan during the
past sixty days:
Purchase or
Date Sale Amount Price per Share
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01/16/97 Sale 5,000 1.50
01/16/97 Sale 2,500 1.53125
01/16/97 Sale 2,500 1.46875
01/21/97 Sale 2,065 1.53125
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Page 6 of 6 Pages
SIGNATURES
After reasonable inquiry and to the best of the undersigned's
knowledge and belief, the undersigned certify that the information set forth in
this statement is true, complete and correct.
Dated: February 28, 1997
DAVID KLUGMAN MONEY PUURCHASE PLAN
By: /s/
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Title: Trustee
/s/
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David Klugman
